Carphone Warehouse 2008 Annual Report Download - page 45

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www.cpwplc.com 33
Annual Performance Bonus
The Company operates a bonus scheme designed to reflect the
performance of the Group. Bonuses are governed by performance
conditions set by the Remuneration Committee to ensure that
maximum variable rewards are paid only for exceptional performance.
The bonus scheme for the period ended 29 March 2008 was based
on improvements in Headline Earnings per share (“EPS”) before tax
(see notes 10 and 11 to the financial statements) and individual
performance. Headline EPS before tax for the period increased by
over 70%, which was recognised by the Remuneration Committee
as being exceptional performance. Based on these measures, the
Executive Directors will be paid the following bonuses as a percentage
of annual salary: 100% to Charles Dunstone, 200% to Roger Taylor,
167% to David Goldie, and 160% to Andrew Harrison.
The bonus scheme for the period ending 4 April 2009 will again be
based on improvements in Headline EPS before tax and individual
performance, with a maximum payment of 200% of annual salary.
Annual Deferred Bonus Plan
In the period, Executive Directors and senior managers had the option
of taking some or all of their cash bonus in the form of a deferred share
award. The rights to deferred shares cannot be exercised for 12 months.
Matching shares may also be awarded if the deferred share award is not
exercised for up to a further two years. The number of matching shares
awarded equates to 12.5% of the deferred amount at the beginning
of each year. The share equivalent of dividends that would have been
paid on the shares is added to the deferred share award each year. This
scheme will be reviewed during the next year to ensure that its structure
continues to be aligned with the delivery of business objectives in light
of corporate governance guidance.
Share options
The Company has a share option scheme for Executive Directors and
senior managers both in the UK and overseas. No options were granted
to Executive Directors in the period ended 29 March 2008. A UK savings-
related share option scheme is open to all eligible employees in the UK,
including Executive Directors. Andrew Harrison participates in the SAYE
scheme and will have the option to purchase 6,865 shares at a share
price of £1.38 in July 2008.
Performance Share Plan
In July 2004, senior managers, including Executive Directors, received
awards of Performance Shares (as defined in the Annual General Meeting
on 28 July 2004).
Further awards were made to certain individuals in the period ended
1 April 2006. These awards are subject to a mixture of Headline EPS
and Total Shareholder Return (“TSR”) performance targets measured
over a three or four year performance period. In December 2006 the
Remuneration Committee awarded a further grant under the Performance
Share Plan. This award is subject to TSR performance targets measured
against an initial performance period to 4 June 2010 and a subsequent
performance period to 4 June 2011. The TSR calculation is independently
calculated for the Remuneration Committee by Mercer. Details of grants
to Executive Directors and performance targets are set out in the share
tables later in the Report.
No awards were made to Executive Directors during the period ended
29 March 2008.
Governance